Captain of Equestria
by MorgothII
Summary: (Takes place after Battleship of Equestria) 1943, Equestria. Cluny has been destroyed, and Ponyville has been rebuilt. Captain Jacob Holman, commander of the battleship USS Fuso, has married his lover and they live with their adopted daughter. All is peaceful. A new storm of darkness is coming, however, and new friends and enemies shall be made as a greater and horrific war arrives
1. Chapter 1

**Captain of Equestria Chapter One: Through Time and Space**

 **Note: Read 'Battleship of Equestria' first. Anyways, read and enjoy!**

 **December 15** **th** **, 1916**

 **Verdun, France…**

The air is filled with tracers and bullets as men wearing light blue trench coats and Adrian helmets of the same color advance towards the German positions. The French had launched yet another assault against the fortified German positions. The specific area is the village of Vaux. The Germans refuse to give up without a fight, however, as their MG 08/15 heavy machine guns open fire. 8mm M1886 Lebel bolt-action rifles and Chauchat light machine guns return fire as French men begin to fall.

"Come on men!" _Capitaine_ Henri Galliéni, commander of a battalion of the 58th Regiment shouts, waving his Lebel Model 1892 8mm revolver. Beside and behind him, the eight hundred or so _Poilu_ infantryadvance. Suddenly a bright light engulfs the entire unit, riflemen, machine gunners, and even the single 37mm cannon and its crew. Only the crew operating the trench mortars is left to witness the bizarre event unfolding before them.

The light suddenly glares even brighter, forcing the remaining Frenchmen to shield their eyes. Then the light fades rapidly. The soldiers open their eyes, blinking furiously. To their shock, Henri and his entire battalion have vanished in thin air.

Later, the remaining men inform their commanding officer of their regiment of what happened, and the news is rapidly passed straight to the top of the French Army Command. Orders are rapidly issued swearing the mortar operators to absolute silence. The fates of the eight hundred plus men are buried in history, with the vague description of having been nearly wiped out to a man. The horrific losses already sustained during the Great War makes the cover-up even more believable.

Only the men left behind ponder over the fate of their missing and now presumed-dead comrades.

 **November 30** **th** **, 1917**

 **Battle of Cambrai…**

"OI, DRIVER! PUSH FORWARD! GUNNERS, KEEP THOSE JERRY BASTARDS OFF OF US! WE GOTTA GET BACK TO BASE OR WE'RE ALL DONE FOR LADS!" Lieutenant George Townsend shouts to the other seven men inside the dark, cramped area. The 6-cylinder petrol engine roars as it propels the twin tracks of the rhomboid-shaped hull of the twenty-six-and-a-half-foot long metal behemoth carrying the seven men. It is known as either the 'Landship', or better yet, the 'tank'. This particular model is known as the Mark IV. The model they are using is the 'Male" cannon-armed version. One either side is a sponson containing a Quick-Firing (QF) 6-pounder 6 cwt Hotchkiss cannon, with an air-cooled .303-inch Lewis light machine gun. A third gun is in the front, near the driver's position. The tank was part of 'B' Battalion of the newly-formed Royal Tank Corps. The name of the tank, painted in large white letters on the front, is _Brian Boru_.

The Mark IV tank was part of the first-ever mass use of the newly-created war machine as part of a large British counter-offensive. The target is the captured French town of Cambrai, along with the nearby Bourlon Ridge. The area was being used as a major supply depot for the massive network of German trenches known as the Hindenburg Line. At first the attack had met with stunning success. But the attack was meeting heavy resistance, and the crew of _Brian Boru_ had been pushed back. In an attempt to return to friendly lines, Townsend and his crewmates had driven into a trench line that appeared to have been reoccupied with a large number of German infantry soldiers.

A bright light suddenly envelops the tank, along with thirty German soldiers who had managed to get aboard the machine. Then the light fades and the remaining German soldiers stare at the smoking area where thirty of their comrades and the enemy tank had just been.

In the aftermath, the tank _Brian Boru_ of B Company and her crew were simply listed as 'Killed in Action'.

 **Fall, 1918**

 **Dolomites, Northern Italy…**

"Come on you bastards!" Luca Vincenzo Cocchiola shouts behind his armor. The member of the elite _Arditi_ unit fires his MG 08/15 machine gun as he moves up the mountain along with five other Italian soldiers armed with smaller-caliber weapons. Austro-Hungarian Alpine soldiers fire their rifles at the muscular man. The bullets simply bounce off the thick metal however, and the heavy water-cooled machine gun simply mows the soldiers down. The eight other Italian elite soldiers pop up from behind large rocks used for cover and fire their dual-barreled (which in turn had been shortened slightly) Villar-Perosa M1915 or Beretta M1918 submachine guns.

The hail of gunfire is so strong that the enemy alpine units do not see the sudden flash of lights. They do notice the sudden lack of gunfire. After a few minutes of waiting to see if this was a trap, one brave Austrian looks around. The Italians had vanished into the inexplicably smoking ground….never to be seen again.

 **October 4, 1925**

 **Gulf of Bothnia, Finland…**

The storm envelops the elderly former Imperial Russian torpedo boat _Prozorlivy_ , now _S2_ under the Finnish banner. The fifty-three men pray as the ship bucks and rolls in the storm. They cannot see any other ship. Elsewhere, the rest of the fleet is desperately trying to regain contact to no avail. In the darkness, no sailor sees the briefest of seconds of a yellow light before it fades. When the storm subsides, _S2_ and her entire crew is nowhere to been seen. Given the circumstances, she is labeled as 'lost at sea with all hands'.

 **June 18** **th** **, 1942 1:00 PM**

 **On the eastern boundaries of the Changeling Empire by the Celestia Sea…**

In the untamed jungles of the jungle/beach, the sky is darkened by portals as flashes of light surround the land and nearby coast. Soldiers and sailors groan as they lie prone, slowly rising back up. The motley collection of Finnish, French, British, German, and Italian men all stare at their new bodies. All thoughts of fighting are laid to rest (at least, for now) and communication is quickly established between the diverse array of nationalities. A camp is quickly built and defensive trenches dug in facing the jungle. All they can do now is wait and see. And hope that they make contact with more humans.

 **Meanwhile…**

 **Southern border between Equestria and the Changeling Empire…**

Discord's eyes widen as he feels a surge of chaos go through his mismatched body. While the draconequus had felt the rift of tears in this dimension, he hadn't felt any indication of displaced beings like he had felt when Captain Jacob and his crew and battleship arrived months ago. "Oh boy, looks like the good captain prince will be having company. I'll just wait a few months and give him a few months of peace. In the meantime, I think I'll keep my eye," At this the Spirit of Chaos removes one of his eyes and tosses it in the air before catching it and putting it back in. "On the newcomers. Hate for anyone else to make any more chaos there."

What the reformed villain doesn't notice, however, is a similar feeling that is far to the west of Ponyville, where it is said that there is an island where Cluny had been imprisoned in before it was turned into his lair. Nor will Discord realize the amount of grief that would come of this unobserved incident.

 **And done! The sequel to 'Battleship of Equestria' has officially begun! Not much to say, so just please feel free to leave a review of simply feedback. Next time: What has the group of Waffen-SS been up to? Will Discord tell Captain Jacob Holman about what he had sensed during the final battle? Find out the answer to these questions and so much more next time on Captain of Equestria!**


	2. Chapter 2

**Captain of Equestria Chapter Two: Out of Darkness**

 **March 8** **th** **, 1942 6:00 AM**

 **Five hundred nautical miles off the coast of Equestria…**

The frigate _RES Dragon_ (RNF-8) continues its slow pace, propelled by the winds. The veteran warship had been assigned the task of trying to locate the citadel that had once belonged to the warlord/magician Cluny the Slaver, who had been slain on the field of battle nearly a year ago, along with the vast majority of his army of Carolean fighters and his entire navy. Now that the land has recovered in full from what many have come to call the 'Great War', Princess Celestia, with the agreement of the man in charge of both the entire Equestrian military and the captain of the flagship of the fleet, the battleship _USS Fuso_ , Captain Jacob Holman.

The task they had been assigned was to find and scout out the island if the legends were true, and to report back immediately. The entire crew is composed of all volunteers, as the princesses had all stressed the high probability of the ship going down and the uncertainty of survival while venturing in uncharted waters. The skilled stallions and mares who had served on the _Dragon_ throughout the war all did so, along with her captain (and the second-most famous captain in Equestria) Commodore Salty 'Skipper' Wave.

They had run into some thick fog and Wave had ordered for reduced speeds. No point in running aground, or onto a shoal. Recently there have been reports of un-armed frigates and fishing vessels going into the fog covering these waters, never to be seen again. Skipper had dismissed most of the tales about what had happened to the unfortunate vessels as tall tales. He did acknowledge the fact that something had happened to the ships, and hopes that this series of mysteries will be solved. The grizzled mariner turns to the helms-mare. "Bring her about twenty-five degrees to the port side. Let's try to get out of this fog," He says quietly. In fact, the normally-cheerful deck is silent. One would find more cheer in a graveyard than on the flagship of the Frigate Squadron One. Salty can't help but feel like something or someone is stalking them.

Suddenly, two shells that skim over the bow answer his worries. Wave's eyes widen as the sharp boom of cannon fire is heard. He slams his right hoof against the large brass bell just in front of the wheel. _Bong! Bong! Bong!_ "GET THE GUNS LOADED WITH AP ROUNDS! HELM, HARD TO STARBOARD! LOOKOUT, DO YOU SEE THE ENEMY?!" Wave shouts in his deep voice. Before the lookout can answer his captain, however, a second shell hits the center of the ship's deck where the vast majority of the short-barreled carronades are placed. The wood splinters and sends deadly shrapnel of splinters and shards of iron everywhere.

Then Wave sees it. His ship's attacker. The veteran captain's eyes widen. It looks like a destroyer, which he knows the relative shape thanks to a crash course provided by Jacob last September. But the main cannons are massive, looking to be about the same caliber as the _Fuso_ 's secondary battery of six-inch guns. A flag he had never seen before. Wave eyes the large red flag with a black cross and something that looks eerily like an object that Jacob had described as being a 'Swastika'. Then a figure appears with a speaking tube similar to the ones the Equestrian Navy had initially used before talk between ships (TBS) had been equipped.

"This is the destroyer _Z32_. Surrender immediately and prepare to be boarded. Resist and try to fight us off, and you will die. Try to send a signal, and you will die. If you wish to live, strike your colors now. You have five seconds," The figure says in lightly-accented English. Wave knows that the demand can be backed up and not an empty threat. The stallion hates the thought of surrendering, especially without a fight. Salty hates sacrificing the lives of his crew for a non-existent chance of victory even more. He takes a deep breath and turns to his officers.

"Do what they say."

Once the cannons are rolled back inside the hull and the Equestrian flag lowered, a launch carrying a dozen heavily-armed ponies pulls up and boards the wooden frigate. The crew is rounded up into four groups, earth ponies, unicorns, pegasi, or officers. Then a new pony steps onboard. Instead of a naval uniform, the unicorn wears an officer's uniform for an infantry unit. Wave notices the skull-shaped badge on the officer's cap and the weird runes on his uniform's collar, but doesn't comment, instead settling for a silent but defiant glare. The officer clears his voice before addressing his newly-gained prisoners.

"I am SS-Oberfüher Ernest Simon. You are now prisoners of the Third Reich. Obey my instructions, and all will be well. Sergeant, has everyone been accounted for?" A marine says yes in response, still pointing a pistol at the back of Wave's head. The unicorn gives a smile that doesn't reach his eyes. "Good. Get our 'guests over to _Z32_ and place them in the brig. Then instruct your captain to sink the vessel once we are back on board. Tonight, we will be heading back to New Berlin with more prisoners!"

 **8:00 AM**

 **Ponyville…**

 **(Jacob's POV)**

I get out of bed with a yawn. My sleep had been troubled last night with weird dreams of vessels going down to a shadowy ship. Maybe it is just my discomfort at the recent loss of exploration ships to the west. I'll talk to Luna about it later. I frown as I stare at the bed I share with my wife. _'Once she gets back from Canterlot, that is.'_ I know I am being a bit melodramatic about the subject, but it kinda hurts to wake up and not get to see your wife for a week or two. Thankfully Luna's absences rarely tend to be that long.

I walk out of my room, yawning once more. While the Equestrian Great War has been over for nearly a year now, it has not been a quiet time. The Crystal Empire had been restored by Princess Twilight Sparkle and the rest of the Elements of Harmony, and a new Crystal Heart had been made. Shortly afterwards, a Changeling named Thorax had left the Changeling horde and their leader, Queen Chrysalis. After a rocky start, the reformed shape-shifter had been accepted into the Crystal Empire thanks to the effort of Spike, Twilight's baby dragon assistant.

I grit my teeth slightly as I think about three weeks ago and our most recent encounter with the Changeling Empire. While I had taken my flagship _USS Fuso_ out to sea for a week-long exercise for the crew, the Changelings took the Mane 6, my wife, Princess Cadence, Flurry Heart, Shining Armor, and Princess Celestia as prisoners. Thankfully, Twilight's student Starlight Glimmer had escaped. Along with Discord, Thorax, and two other mares, she helped rescue and even overthrow Chrysalis, with Thorax being the new leader as Prime Minister of the Changeling Republic. One of the two mares was a reformed unicorn show-magician named Trixie, who is also Starlight's closest friend. The other was Lightning Dust, my adopted daughter.

The corners of my mouth shift as I make a small smile. I still remember the pride in Dust's eyes as I pinned the highest medal back home on her flight uniform, along with the rest of her companions. The ceremony also proved just how far the pegasus mare has changed, both through the efforts of her friends and myself and Luna. Once, she would have placed herself before anyone else. Now, she would face impossible odds for friends and family. I'm truly glad to see that Lightning has made amends with her fellow cadets from when she was still eligible to join the Wonderbolts.

I raise an eyebrow when I detect the smell of breakfast being made. I can rule out my wife instantly, quickly followed by my daughter. Lightning Dust can cook, but not very well. And it can't be LD's friend Rainbow Dash or the others, so that means there is an intruder. I reach up and grab my trusty Krag bolt-action rifle from its hanging over the bed. I load a single round in as silently as I can, then attaching the bayonet. After making sure it is properly secured, I creep out of my room. I can already see my adopted daughter has also come to a similar conclusion, for she has her front hooves at the ready while she nods her head in greetings towards me.

I move to the stairwell. Now we are both able to hear the sounds of activity occurring in the kitchen. From the sounds of it, it would appear that there is only a single individual. Using hoof signals, I tell my daughter that I will take point, and that she is to be ready to fly to Dash's cloud house if help is needed. She reluctantly nods in agreement, her bold nature being tempered by her recent acceptance of following military orders.

I move as quickly as I can do so while being silent down the stairs and through the dining room. Lightning Dust is close behind. We pause outside the threshold into the kitchen. Once more I look at my daughter and nod my head three times as a way of counting down in silence. On the third nod, we spring into action. With a grunt, I get on one knee and steady my rifle, ready to pull the trigger to send a .30-40 caliber bullet straight into the heart of…

A grinning Discord, a bowl in his lion paw, spoon in his eagle talons, and dressed in a stereotypical chef outfit.

I lower my rifle slowly. With an eyebrow raised, I address the Spirit of Chaos. "Good morning Discord."

The reformed Draconequus continues to grin mischievously. "Ah! My favorite commander-in-chief of our military and his daughter! Take a seat, you two, while I finish getting these pancakes ready!" I nod, working the bolt backwards to send the chambered bullet tumbling to the ground. I pick up the round and place it on the counter, my rifle against the wall. Then Lightning and I go into the next room and sit at the table, waiting in silence.

Soon Discord comes into the dining room with a large platter of pancakes in his hands. He places it in the center and sits down in the guest chair, between me and LD. "Eat up. We have much to talk about." I raise my eyebrow once more in curiosity. We eat in silence, the only sound being the quiet clatter of utensils. Soon all three of us have eaten our fill. I watch as Discord drinks a glass of chocolate milk that he had summon with a snap of his fingers. Placing the glass down on the table, the Spirit of Chaos looks at us with a rare expression of seriousness.

"Captain Jacob, do you remember how you and the rest of your original crew of the _USS Fuso_ had been teleported to Equestria nearly a year ago?" I nod my head.

"Well, of course! How could I forget? But Cluny the Slaver is dead, along with Henry. So far as we know, no one else is alive to open the portals. Why are you bringing this up?" I highly doubt that the reformed prankster is being nostalgic. What he says next confirms my theory.

"I didn't mention it at the time, but on June 18th, more humans arrived."

I blink my eyes in shock. I open and close my mouth several times, trying but failing to reply to this sudden bombshell. My adopted daughter comes to my rescue. "Why keep it secret for so long? And why are you telling us this?" The turquoise mare asks. A slight grin returns to Discord's face.

"Well, if you must know, one of the reasons was that I felt that you all deserved to have a break to relax and recover. And I also wanted to see if these newcomers were hostile or not. It appears that they are the latter, so that is why I am telling you know." In his own way, his explanation makes sense. I don't know which unsettles me more, the fact that Discord kept this a secret, or the fact that he made a logical explanation with little to no prompting.

I finally manage to speak, a neutral expression on my face. "So where are they?" With another snap of his fingers, Discord uses his chaos magic to summon a map of Equestria in place of the empty platter in the center of the table. With a second snap, the uniform of a general appears on him, complete with a cap, fake metals and a mustache, and a swagger stick. He taps the end of the instrument on a section of coastline of the far south. My eyes narrow as I recognize the area. Lightning stares at Discord, surprised.

"So you didn't tell us this until now because they were deep in Changeling territory?" A scholar's cap appears on my daughter's face. Discord lets out a hearty chuckle while we stare at him in mild annoyance. Finally the Draconequus wipes a fake tear from the corner of his eye before replying.

"We have a winner!"

I cut in before Dust replies. "How many men will we need? From the looks of the map and from the most recent reports as well, that area is the largest section still under the control of Queen Chrysalis and her rebels." The former queen of the Changeling Empire refused both Starlight's offer of friendship and to go quietly. Instead, she had fled the ruins of her throne room, along with a fair number of followers. Within days of the revolution, the fledgling Changeling Republic was immersed in a full-scale civil war between Chrysalis and Thorax. So far the rebels have been kept bottled up by the south-western coastline. Right where the other humans that Discord claims to be at.

Shit.

"I'm assuming that this is not going to be a full-scale operation?" I ask, a slight scowl taking place on my face. At the same time, however, I enjoy the prospect of a dangerous adventure. Discord nods his head at my question.

"Correct. It would be best for you to go with only one other pony. I have talked with our new ally Thorax and he is sending an elite squad of Changeling soldiers to provide an escort for you. I recommend that you leave very soon. I'll transport you to the rendezvous point with your escort once you are ready. Preferably today within the hour," the Spirit of Chaos says with a semi-serious expression. I turn once more to my beloved pegasus daughter.

"Well LD, you up for a father-daughter adventure?" I ask with a wiry grin on my face. Lightning's face lights up like a Christmas tree in excitement. The young mare stands up, delivering a quick salute as she replies.

"Sir, yes sir! I'm ready to head out when you are."

"Very well, just give me thirty minutes to get ready. Make sure you put on your uniform and that vest I had asked Rarity to make for us. I'm taking the shotgun as we will be in a jungle. Buckshot rounds only. And for God's sake, take my Colt and several spare magazines. I know you prefer to use your speed and fight close-quarters, but it would be nice if you could humor your father on this. Better to carry it and never use the pistol than need to use it and not have it." Once I see my daughter nod with slightly less enthusiasm, I stand up and head towards my room.

Once there, I close the door and use my magic to open the door to my closest. I don't have many outfits, but this kind of mission will require something. As the mission will undoubtedly depend on stealth, that automatically rules out my now-famous outfit, which is my white naval officer uniform. Thankfully, I have a second option, one that is rather perfect for this task.

I pull out a uniform that had not been worn since April 18th, 1942. The outfit in question is the combat uniform I wore when I had lead the successful raid that captured the Japanese battleship _Fusō_ , now known as the _USS Fuso_. I place my infantry helmet over my head, carefully sliding my long alicorn horn through a specially-made hole to allow me to use my magic.

After finishing putting on my uniform, I turn to a second gun hanging from the wall over my bed. It is the weapon that I had originally used on the raid, before switching to my trusty Krag rifle when the war in Equestria required loner-ranged rifles. The weapon in question, a pump-action shotgun, is a 12-guage Winchester Model 1897 Trench Shotgun, complete with a Model 1917 bayonet, which I will take instead of my saber due to the smaller blade of the long dagger being more ideal than a long, slashing blade. Despite the fact that it had been unused during the Equestrian Great War, it is still in good condition due to my careful care of all my weapons. I load all five rounds into the tubular magazine underneath the barrel and chamber a sixth round. I grab several boxes of buckshot ammunition and several dozen individual rounds, as well as the vest I had worn back home to carry rounds for quick reloads.

Ten minutes later I am back on the kitchen. I check to see if Lightning Dust is also ready, which she is. I give her a small smile before turning to Discord, who is examining his nails with a seemingly bored expression on his face. "Ok Mr. Chaos. We're ready to go," I say, hoping that this is true. My nerves must be somewhat noticeable, for I feel my daughter lightly nudge my right flank in a reassuring gesture. I turn my head towards her and give her a quick smile as Discord snaps his fingers and teleports us both to Changeling territory, and our new possible friends.

 **10:00 PM**

 **New Berlin, central HQ of the Eighteenth and Twentieth SS infantry divisions…**

Around a large map of Equestria that had been found inside the ruins of Cluny's old fortress are the senior officers of the two Nazi infantry divisions and naval warships in Equestria. SS-Oberfüher Ernest Simon walks into the room and delivers the stiff-arm salute of the Nazi Party. The salute is quickly returned and a battle-scarred, uniformed unicorn officer with a blonde mane and coat and startling blue eyes addresses his second-in-command. "Report," he says in a lightly accented voice.

"Sir, we have captured another vessel without letting others know of our presence. The prisoners are being processed right now. Also, we have heard back from _U-118_. Our new allies will be ready to attack within the week. Already three divisions are fully equipped with the new weapons, along with two more that will be ready tomorrow. Our newest recruits are almost done with training and will be ready to be administered the oath soon." The unicorn officer nods, pleased.

"Excellent. By the end of this week, we shall make the first move and bring this entire world and its resources under the control of our beloved _Füher_. HEIL HITLER!" _SS-Oberst-Gruppenfüher_ Heinrich Paulus shouts, a cry echoed by the other SS officers.

Once more will war come to the shores of Equestria, and blood will flow once more.

 **And done! Tomorrow is a big day here in America, though I'm still unsure if it will be for the best or worst. As always, I hope you enjoyed and please follow, favorite, and/or leave a review below! Next time: How will the expedition lead by Captain Jacob Holman and his adopted daughter Lightning Dust fare? Will it be uneventful or come into contact with hostile Changeling rebels? Will the band of humans they are searching for be found alive, and if so, will they be willing to join forces? What will happen to Commodore Salty Wave and the other captured ponies? Who are the German's new allies and recruits? And how will the new war begin? Find out the answers to these questions and so much in the next chapter of Captain of Equestria!**


	3. Chapter 3

**Captain of Equestria Chapter Three: Follow Me into the Jungle**

 **March 8** **th** **, 1942 9:00 AM**

 **Changeling Territory…**

 **(Jacob's POV)**

I blink my eyes rapidly as the flash of light from when Discord teleported my daughter and I to the rendezvous point with our Changeling escort. I quickly raise my Model 1897 shotgun to my shoulder, ready to fire at a moment's notice. Next to me, Lightning Dust groans slightly. She shakes her head and quickly fixes her Mohawk. "Keep your eyes out for anyone," I warn in a low tone. The idea of dealing with shape-shifters is not a pleasant one to me. Keeping my voice quiet, I continue to speak to my daughter. "LD, as we will be dealing with Changelings, we'll need something to confirm that we are talking to the actual person. The code is lily pad/lollipop. One of us says the first word and the other has to reply with the second part. If they don't answer correctly but look like me, take it down by any means necessary. Understood?" I ask the former Wonderbolt cadet, my tone indicating that I am in full-officer mode.

Lightning nods. "Roger," She says quietly. I internally grin slightly as a slightly random idea pops into my head at that moment. I had learnt from Pinkie Pie that sometimes humor is the best solution in this case. I continue to speak quietly and I manage to maintain my stern tone.

"Who's Roger?"

The confused look my startled daughter is priceless. I nudge her slightly, finally revealing a grin. "Come on, Dust. Let's get moving."

 **Forty-five minutes later…**

I growl in frustration as we continue to push deeper and deeper into the dense jungle. I am really grateful that I had decided to bring my combat shotgun this time and not my Krag. My daughter keeps pace with me, equally frustrated but maintaining her silence. Once more I feel the hairs on my back stand up slightly. _'This jungle is unnatural,'_ my mind decides. _'We haven't heard any of the sounds one should hear in a jungle. Something is wrong.'_

As if it were a sign from God, the silence is broken by the sounds of fighting. "Dad, look!" Lightning says, pointing a turquoise hoof to the sky slightly ahead of us. I follow her direction and narrow my eyes. For a few seconds, I observe a gunmetal-and-blue blur of a mixture between a diseased or skeletal-like alicorn and some sort of insect. I growl, already feeling the start of adrenaline surging through my body as the flying form dives back to the ground, undoubtedly to join others.

Changelings, and by the looks of it, members of the rebel faction led by the former queen of the Changelings. If there is fighting going on and isn't involving us (at least, for now), that can mean only one thing: the reason that our escort hasn't shown up yet is because they are pinned down. I turn to my daughter. "Are you ready to give Chrysalis our regards?" I ask her, a smirk on my face as I turn the safety off of my shotgun. Dust merely returns the smirk, spreading her wings and readying my M1911 Colt pistol.

We quickly gallop towards the sounds of the skirmish up ahead, keeping one eye on our surroundings for any hiding rebel Changelings, the other for roots or other obstacles that could possibly trip one of us. We brush aside thin, low-lying branches. I charge up my alicorn horn, ready to use my magic to operate the pump-action and trigger while I use my hooves to hold and aim my M1897. Despite our mental preparations, however, we briefly pause at the sight we see when we enter the clearing that the fight has occurred in.

I blink rapidly several times, trying to make sure that what I am seeing is really there.

It is.

Roughly a hundred rebel corpses litter the ground. The surviving thirty or so rouge shape-shifters are fighting what appear to be five of Prime Minister Thorax's Changelings, though I am unable to make out any more of what is surely our escort. We quickly recover and continue to move forward. Lightning takes to the sky, streaking towards a pair of flying Changelings, leaving her signature flash behind the turquoise streak she has become.

I am thirty feet away from the ground skirmish when a rouge Changeling turns around and stares at me with wide eyes. She quickly recovers and gives some sort of command to a dozen other comrades, then uses her insect-like wings to dash forwards. Instead of stopping and readying my gun, I continue to gallop forward. A second later, the leading Changeling realizes that I am not slowing down or veering off, and then a split-second later notices the slivery glint on the tip of my weapon. The shape-shifter soldier tries to stop, but it is too late.

With a sickening squishing sound, the entire length of the sixteen-inch steel blade of the M1917 bayonet sinks into the chest of the unfortunate rebel, killing her instantly. I yank out the weapon and kick the corpse away as the other Changelings arrive, charging in a disorganized cluster.

Perfect for my Winchester.

I use my magic to pull the trigger, an extra buckshot round already chambered. The gun kicks backwards as the hail of lead balls bursts out of the smoothbore muzzle straight into the body of the leading Changeling. The doomed rebel's body twitches and writhes as the balls go into and through his body, killing it instantly and one of his comrades who was directly behind him. I use my magic to now operate the pump-action underneath the five-round tubular magazine of my gun to load another round into the chamber. Instead of releasing my magic's grip on the trigger while doing so, however, I maintain the pressure, using the weapon's ability to perform 'slam fire'.

Slam fire is normally a bad thing as it indicates a malfunction has occurred. Not in the Model 1897. Unlike most shotguns, the trigger doesn't require to be pulled to fire every round individually. In effect, as long as the trigger is held down, one could fire the entire magazine by simply operating the pump system. This was what made the trench model of the gun to be so popular during World War I, and so feared by the Germans.

I unleash wave after wave of a deadly hail of lead buckshot. I block out the occasional scream of pain a few of the damned Changelings mange to make while experiencing the horrific feeling of having their bodies mutilated. Thankfully, they are cut short as the lifeless bodies of all twelve rebel soldiers collapses to the floor in limp clusters. I wait a few seconds as the barrel of my shotgun finished emitting a thin cloud of smoke as the metal cools off. In the meantime, I had finished reloading my magazine. I then advance once more, reloading another round of buckshot into my weapon.

Almost immediately, another Changeling pops up in front of me. I fire a single shot on instinct. The rebel's insect-like face explodes into a gory mess. I reload the gun and place another shell into my shotgun, making sure that I have five rounds in the magazine at all times. I continue to fire my weapon at the would-be ambushers without hesitation or mercy. By the time I finish firing my twelfth round of buckshot, the bodies of an additional dozen rebel Changelings lie in front of me with various degrees of gunshot wounds. I take a step back to avoid stepping in the growing pool of their blood, its hue a sickly-green.

This turns out to be a smart choice.

Suddenly, five Changeling bodies drop into the shallow puddle surrounding their slain comrades, sending up a small series of splashes that would have most likely drenched me in the foul-looking liquid. A small metal object quickly joins them, along with seven shining brass shell casings. With a mixture of a smile and a grimace, I gaze skywards. "You got a score of nine, sweetheart," I say to my daughter playfully. She looks at me with mock indignation as she hovers in the air, my M1911 Colt pistol in one hoof and a fresh magazine in the other.

"Aw, come on! That was a perfect score!" She replies, going along with the joke. I maintain my expression, though internally I am mostly smiling.

"And it would be….if you hadn't nearly drenched me in Changeling blood!"

Lightning Dust merely rolls her eyes as she finishes inserting the fully-loaded magazine into the pistol, sliding the action forward to let the top round in the seven-round clip into the chamber. I notice her look of warning as the humor suddenly disappears from her face. Before the young mare can utter a verbal warning, I spin around as a rather large Changeling charges at me. I quickly aim my shotgun and begin to fire all five of the rounds in either the chamber or the tubular magazine. Each impact is rewarded with a bone-jarring roar of a mixture of hatred and pain.

As I load the last buckshot round, my concern is rather immense due to the fact that the bugger (no pun intended) has taken nearly all the lead balls contained in _four_ rounds of buckshot and is still charging at a rapid pace, despite a quarter of his face being shredded, along with parts of one of his eyes and multiple holes in his chest and torso. I refuse to panic, however, waits until the changeling is eight feet away from me before pulling the trigger, releasing the hammer from its cocked position to slam forward, pushing the firing pin forward to strike the primer at the bottom of shotgun shell, igniting the gunpowder inside.

I gaze with barely-managed anxiety as time seems to slow down, the seconds becoming minutes. I prepare to reverse the grip of my shotgun to use as a club to stun the badly wounded shape-shifter before using the bayonet. I continue to watch the oncoming foe as I tense my muscles in preparation of fighting in close-quarters. Luckily for me, that doesn't appear to be needed. With a wet _thud_ , the surviving section of the rebel's face (and most of his head) is shredded into oblivion. As a testament of my now-slain foe's resolve and sheer physical strength, the headless body stumbles forward a few steps before collapsing like a puppet whose strings have been cut, twitching sporadically before finally going still.

Then I take note of a new sound: The lack of combat. I turn around as Lightning lands right beside me, turning on the safety and holstering my pistol. The only Changelings alive are the five friendly ones who are suppose to be our escort. Said shape-shifters are standing in a single row, allowing me to finally get a full view of the warriors. And they are quite the sight to behold.

There are three males and two females, and each is clad in a full set of armor that is unique to each shape-shifter. The male at the center steps forward, looking a lot like Thorax, if said Changeling leader wore dark grey-and-green armor and an open-faced helmet with two horns curving towards the sky from the corner of the face slot. He opens his mouth to speak, bowing his head slightly. "Pardon for the delay, but as you can see, we were….delayed. Feldûsh Giggles, at your service and escort," The oddly-named Changeling says in a deep baritone. I hear Lightning stifle what is most likely a snort of laughter as I prepare to reply.

"I am Captain Jacob Holman, and this is my daughter Lightning Dust. A pleasure to meet you and your comrades," I reply in a formal but relaxed tone. The Changeling officer nods. "My companions are Carapace," A large, muscular pale green Changeling wearing green-and-brown armor reminiscent of a praying mantis grunts. I resist raising an eyebrow as I make a mental comparison to Ponyville's own super-heavy lifter, Bulk Biceps.

"Tick," A small, pale-gray female with a helmet enclosing her entire head nods silently. I shudder slightly when I notice a dark red and green smear near where her mouth would be.

"Mandible," A lean blue-and-yellow colored Changeling smiles, despite his armor being liberally coated with jagged spikes pointing in various angles and degrees of curves. I instantly get the impression of a (skilled) barroom brawler.

"And finally, Acid." The second female shape-shifter does nothing, a dour look on her face as her camouflaged armor glints in the sunlight, revealing several scorch marks in various sections of the metal.

"We are Special Operating Group Squad Zero, Jungle Patrol Section. We are ready to escort you and your daughter to the other ponies Discord and Prime Minister Thorax have discovered. I recommended moving quickly, sir. Word will undoubtedly spread to Chrysalis about our sortie. After all, we will quite possibly be going near the heart of her 'territory'." Having finished his piece, the Changeling warrior looks at me with a serene expression, waiting for my command.

I make eye contact with Dust, my expression asking if the turquoise mare is ready. My answer is equally non-verbal: her trademark smirk of confidence. With a slight grin, I once more face the five Changelings who we will be now (at least partly) trusting our lives with for the next few days. "Very well Mr. Giggles. Lead the way.

 **Meanwhile**

 **Deep within the territory held by the former queen Chrysalis and her followers…**

A nervous Changeling continues to fidget as he enters the mass of rotten tree trunks and slime-covered rocks that now serves as the hive of Queen Chrysalis. His fear is well-founded. The alicorn-like Changeling is not known for her tolerance to either bad news or failure. And what the shape-shifter is about to inform his liege is both. Part of him wants to flee deep into the jungle, but his deep sense of loyalty to Chrysalis forces him to return to inform her of the latest development of possible threats to the remnants of the Changeling Empire, regardless of what his fate will be.

He enters the ominous structure and rushes through the weaving network of catacombs, heading straight to the heart of the 'palace'. He stops upon entering the threshold of Chrysalis's new 'throne room'. The air is heavy, the room silent. Then a single, crisp female voice breaks the silence. "You better have a good reason to intrude unannounced. You have five seconds to make your report. Go."

The male Changeling rebel gulps before speaking. "The advance scout group has been wiped out." The room is silent for a second that seems to last forever. Then the rebel spots movement coming towards him at an alarming speed. Before he can even manage to blink, the unlucky scout is lifted into the air by his leader's magic, his back pushing against a rough wall.

"What do you mean destroyed?! HOW?!" Queen Chrysalis demands at the sputtering shape-shifter. As panic sets in, the Changeling only manages to speak in partial sentences.

"Five of the…elite traitors….and two…ponies…" The soldier flinches as the pressure increases as the tall Changeling snarls, leaning in even closer.

"Who were they?" She demands once more.

"Lightning Dust…and one of….our original…targets….Captain…Jacob," The Changeling wheezes as his lungs cry for oxygen. His wish is unexpectedly granted as the former queen releases her minion. The rebel is not sure which is worst: The fact that he is still alive, or the nil-insane laughter his leader is now emitting.

"This is perfect! Gather all available forces! Set up an ambush by the beaches. We capture Celestia's precious war leader before he can meet the other ponies! Go now!"

 **And done! Sorry for both the delay and the shortness of this chapter, but I have been having a shit-ton of problems going on in my life right now, mostly social/personal. I will try to update soon, not sure when 100%, so please bear with me. As always feel free to leave a review or favorite the story. Next time: Will Jacob, Lightning, and their escort make it to the beaches? Will the other humans-turned-ponies that Discord has informed our heroic captain about join forces with him? Or will the Changeling rebels bring this mission to a crushing halt? And what of the German soldiers? Find out the answers to these questions and so much more next time on Captain of Equestria!**


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